Equity Inns Agrees to Be Acquired by Whitehall
June 21 2007 - 8:20AM
Business Wire
Equity Inns, Inc. (NYSE: ENN), the third largest hotel real estate
investment trust (REIT) based on the number of hotels owned, today
announced that it has entered into a definitive merger agreement
under which an affiliate of Whitehall Street Global Real Estate
Limited Partnership 2007 (�Whitehall�) will acquire Equity Inns,
Inc. in a transaction valued at approximately $2.2 billion,
including debt. Under the terms of the agreement, Whitehall will
acquire all of the outstanding common shares of Equity Inns, Inc.
for $23.00 per share in cash. This represents a premium of
approximately 28% over Equity Inns� 90 day average closing share
price and a premium of approximately 19% over Equity Inns� closing
price on June 20, 2007. Equity Inns intends to pay its regular
quarterly common share dividend for the quarter ending June 30,
2007, as previously announced on June 14, 2007 and under the terms
of the merger agreement, Equity Inns is permitted to continue to
pay regular quarterly dividends to shareholders of up to $0.25 per
share, plus a prorated dividend for any partial quarter, prior to
the closing of the transaction. Howard A. Silver, Equity Inns�
President and Chief Executive Officer stated, �After careful and
thorough analysis, our Board has endorsed this transaction with
Whitehall as being in the best interests of the Company and our
shareholders. The Board of Directors has unanimously adopted the
agreement and the merger and recommends that Equity Inns�
shareholders approve the agreement and the merger. We are pleased
that the offer provides compelling value and we look forward to
working with Whitehall to quickly complete the transaction.�
Jonathan Langer, Managing Director of Goldman, Sachs� Real Estate
Principal Investment Area commented, �We are truly excited to add
Equity Inns� hotel assets to our real estate portfolio. Equity
Inns� strategy of aligning itself with the leading brands in the
lodging industry has proven highly effective. The Company has
demonstrated a solid ability to create value and has strategically
positioned itself as a leader in its industry.� The transaction is
subject to certain closing conditions, including the approval of
Equity Inns� shareholders of the agreement and the merger and the
satisfaction of other customary closing conditions. There is no
financing condition to complete the transaction. The transaction is
expected to close promptly following the satisfaction of all
closing conditions, which is anticipated to occur in the fourth
quarter of 2007. Pursuant to the terms of the merger agreement,
each holder of units of limited partnership interest in the
Company�s operating partnership will receive $23.00 per unit in
cash and the Company�s Series B and Series C Preferred stock will
be converted into shares of preferred stock of the acquiring entity
which will have identical dividend and other relative rights,
preferences, limitations and restrictions as are provided in the
Company�s Series B and Series C Preferred stock. Merrill Lynch
& Co. is acting as the exclusive financial advisor to Equity
Inns and Hunton & Williams LLP is the Company�s legal counsel.
For Whitehall, Goldman, Sachs & Co. is the exclusive financial
advisor and Sullivan & Cromwell LLP is serving as legal
advisor. About Equity Inns Equity Inns, Inc. is a self-advised REIT
that focuses on the upscale extended stay, all-suite and midscale
limited-service segments of the hotel industry. The Company, which
ranks as the third largest hotel REIT based on number of hotels
owned, currently owns 132 hotels with 15,731 rooms located in 35
states. For more information about Equity Inns, visit the Company's
Web site at www.equityinns.com. About Whitehall Since 1991,
Goldman, Sachs & Co. (�Goldman Sachs�), through the Whitehall
Street Real Estate Funds, has raised over $20.0 billion of
discretionary equity capital across 10 funds and has acquired
assets that represent a cost basis of approximately $60.0 billion.
Forward Looking Statements Certain matters discussed in this press
release which are not historical facts are �forward-looking
statements� within the meaning of the federal securities laws and
involve risks and uncertainties. The words �may,� �plan,�
�project,� �anticipate,� �believe,� �estimate,� �forecast,
�expect,� �intend,� �will,� and similar terms are intended to
identify forward-looking statements, which include, without
limitation, statements concerning our outlook for the hotel
industry, acquisition and disposition plans for our hotels and
assumptions and forecasts of future results for fiscal year 2007.
Forward-looking statements are not guarantees of future performance
and involve numerous risks and uncertainties which may cause our
actual financial condition, results of operations and performance
to be materially different from the results of expectations
expressed or implied by such statements. Completion of the proposed
merger, general economic conditions, future acts of terrorism or
war, risks associated with the hotel and hospitality business, the
availability of capital, risks associated with our debt financing,
hotel operating risks and numerous other factors, may affect our
future results and performance and achievements. These risks and
uncertainties are described in greater detail in our 2006 Annual
Report on Form 10-K filed on February 28, 2007, and our other
periodic filings with the United States Securities and Exchange
Commission (SEC). We undertake no obligation and do not intend to
publicly update or revise any forward-looking statement, whether as
a result of new information, future events or otherwise. Although
we believe our current expectations to be based upon reasonable
assumptions, we can give no assurance that our expectations will be
attained or that actual results will not differ materially.
Important Information In connection with the proposed merger,
Equity Inns, Inc. will file a proxy statement with the Securities
and Exchange Commission. The proxy statement will contain
information about Equity Inns, Inc., the proposed merger and
related matters. SHAREHOLDERS ARE URGED TO READ THE PROXY STATEMENT
CAREFULLY WHEN IT IS AVAILABLE, AS IT WILL CONTAIN IMPORTANT
INFORMATION THAT SHAREHOLDERS SHOULD CONSIDER BEFORE MAKING A
DECISION ABOUT THE MERGER. In addition to receiving the proxy
statement from Equity Inns, Inc. by mail, shareholders will be able
to obtain the proxy statement, as well as other filings containing
information about Equity Inns, Inc., without charge, from the
Securities and Exchange Commission's website (http://www.sec.gov)
or, without charge, from Equity Inns, Inc. at www.equityinns.com or
by directing such request to Equity Inns, Inc., 7700 Wolf River
Boulevard, Germantown, TN 38138, Attention: Investor Relations.
Equity Inns, Inc. and its directors and executive officers and
other members of management and employees may be deemed to be
participants in the solicitation of proxies in respect of the
merger. Information about Equity Inns, Inc.�s directors and
executive officers and their ownership of Equity Inns, Inc.�s
common stock is set forth in the proxy statement for Equity Inns,
Inc.�s 2006 Annual Meeting of Shareholders, which was filed with
the SEC on March 29, 2007 and Equity Inns, Inc.�s Annual Report on
Form 10K, which was filed with the SEC on February 28, 2007.
Shareholders may obtain additional information regarding the
interests of Equity Inns, Inc. and its directors and executive
officers in the merger, which may be different than those of Equity
Inns, Inc.�s shareholders generally, by reading the proxy statement
and other relevant documents regarding the merger, when filed with
the SEC.
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